How to Form an LLC in Nevada

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Nevada LLC Quick Facts

Nevada LLC Costs

Initial LLC Filing Fees:

  • Articles of Organization – $75
  • Initial List of Members / Officers – $150
  • State Business License – $200

 

Recurring LLC Costs

  • Annual List of Members / Managers – $150
  • State Business License – $200

 

LLC Processing Time

The LLC paperwork is approved immediately in Nevada.

Don’t want to form an LLC by yourself?

Let IncFile or IncAuthority guide you through the LLC formation process, so you know everything was done right. Only pay state fees!

Quick Reference

The Limited Liability Company (LLC) is a popular business entity choice structure for many businesses starting in Nevada.  The LLC provides personal asset protection, no franchise tax, no corporate income tax, and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in Nevada without an attorney.

Unlike a sole proprietorship or partnership where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting the business owner’s personal assets.

Related: How Does an LLC Protect You?

Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration, and management flexibility.

Cost to Form an LLC in Nevada

To form a Limited Liability Company in Nevada, file the Articles of Organization with the Nevada Secretary of State.  The filing fee for a Nevada LLC formation is $75 for the Articles of Organization plus $150 for the initial list of managers or managing members.

The LLC is approved instantly when filing online.

If you have questions, contact the Nevada Secretary of State at 775-684-5708

Guide to Forming an LLC in Nevada

Step 1: SilverFlume Registration

Register for a SilverFlume account from the Secretary of State.

Forming an LLC can be both affordable and is something most people can do themselves. Entity formation companies like IncFile or IncAuthority help guide you through the process and make sure there are no mistakes.

Related: Should you use a Formation Service, Hire an Attorney or Do it Yourself?

How to form an LLC in Nevada

  • Next, select “Start Your Business (Online Wizard)

Start your LLC in Nevada

  • Choose “Start a for-profit Nevada business and then select “Domestic Limited Liability Company.”

You will be asked if the entity is claiming a 001-Government or 006-insurance exemption from the state business license.  Certain entities are exempt from obtaining a license, such as a governmental entity or insurance company doing business pursuant to NRS 680B.020 that does not conduct any business that is not incidental to Title 57 (Div. of Ins. Authority).  Most filers will select “No,” but check to see if your business falls under either of those categories.

An out-of-state LLC wanting to do business in Nevada will have to qualify as a foreign LLC in order to physically do business in the state.

Register a domestic liability company in Nevada

Last, you will click “Start” in the My Business Checklist to start on the Articles of Organization.

Nevada LLC My Business Checklist

Step 2: Name the LLC

Name – If you have previously reserved an LLC name with the Secretary of State, you can select the checkbox and include the business name information.  You do not have to reserve a name before forming the LLC.

Enter the name you want for the LLC.  The name of the LLC also has to differ from other entity names registered with the Secretary of State.  Check on the name availability of Nevada LLC names before filing to be sure the one you want is available.

Entity Suffix – Additionally, the name of the LLC must include one of the following phrases or abbreviations at the end of the business name:

  • Limited Liability Company
  • Limited-Liability Company
  • Limited Company
  • Limited
  • Ltd
  • L.L.C.
  • LLC
  • LC.
  • Company” may be abbreviated as Co.

A comma may be used after the business name and before the designator.  “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.

Before deciding on a name, you may also want to see if a domain name is also available to have a matching website address.

If there is a name you want, but are not ready to register the LLC, you can file the Name Reservation Request. The name reservation will hold a name for up to 90 days, at a cost of $25.

English Translation – Should you name the LLC in a foreign language, enter the English translation in this field.  Otherwise, leave it blank.

Series LLC – If you want to form the LLC as a Series LLC you can select that option here.  A Series LLC provides liability protection across multiple asset groups or businesses, each of which would be protected from liabilities from the other series. The Series LLC is not a common choice and most common with real estate investment companies.

Restricted – A restricted LLC is one that can’t distribute any money to its owners in the first 1o years. (NRS 86. 161)

Latest Date of Dissolution – This section is optional if you intend the business to exist forever, which most businesses do.  If you have a specific end date in mind (typically used for investment-related businesses) choose a dissolution date.

Nevada LLC Register Business Name

After entering the fields, you are asked to confirm the name of the LLC is correct.  The system will review to be sure it is available.

Step 3: Registered Agent

A Nevada Registered Agent must be identified before forming an LLC for service of process.  The Registered Agent can either be a resident of Nevada or a Resident Agent service.  The agent must have a physical address in the state (PO Boxes are not allowed) and act as a point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC.

You are not required to pay for a registered agent. Any individual meeting the requirements can be the agent; however, the agent’s name and address become public record, and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when doing business from home or still employed.  Hiring a registered agent service like Northwest Registered Agent will reduce unwanted phone calls and mailings.

Enter the name of the Registered Agent.  If they are registered with the Secretary of State, their name will show up.  If the agent isn’t registered, or if the agent is an individual, click on “My Registered Agent not found” and manually enter their information.

Nevada LLC Registered Agent

The Registered Agent must complete a Registered Agent Acceptance form to recognize they agree to be the LLC agent.  Here is a link to the Agent Acceptance Form.  Upload the signed form.

Step 4: Managers / Members

This section asks if the LLC is Member-Managed or Manager-Managed.

Member-Managed LLCs have an active involvement in the management of the business.
Manager-Managed LLCs are hired by the members to run the LLC, similar to a CEO of a corporation.

Most LLCs are member-managed.

There must be at least one manager or member.  Add their name and address.

Nevada LLC Manager Member Managed

Step 5: Organizer(s)

An LLC Organizer is someone involved with the formation of the Articles of Organization.  The Organizer may or may not become a member, such as a mentor, attorney, or accountant, but the initial members will all be listed as organizers.

At least one organizer must be listed and, in many cases, will be the member from Step 4.  Either copy the previous information or enter the name and address of the new person or entity.

Nevada LLC Enter Organizer Information

Step 6: Attachments

This is an optional section and not used by most LLCs.  Here you would include additional rules for the operation of the LLC.

Step 7: Initial List of Officers

Include the initial list of officers for the LLC.  At a minimum, all of the Managing Members or Managing Members from Step 4 must be listed in the LLC’s Initial List of Officers.

Nevada LLC Initial List of Officers

Step 8: Declaration & Signature

Have an individual forming the LLC to sign and accept the terms and conditions.  Click on the box to accept the terms and include the title and signature of the individual.

Nevada LLC Declaration and Signature

Step 9: Review

Review that all of the information is correct.  If there are no corrections, click “Accept.”

Step 10: Pay and File

Pay and file the Articles of Organization.  You also have the option of filling out the Nevada Business License (which is required) while you are in the SilverFlume system.  The cost of the Business License is $200.

If mailing send to:
Nevada Secretary of State, New Filings Division
202 North Carson Street
Carson City, NV 89701-4201

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Tasks After Forming Your LLC

Once the LLC has been formed, there are a few additional steps to take care of. Below is a list of the most common tasks.

Prepare a Nevada LLC Operating Agreement

The operating agreement is a document that governs the framework of an LLC.  This document covers items like ownership rights, member responsibilities, how profits and losses are distributed, and more.

Most states do not require an LLC to have an operating agreement, but it is still worth considering. Without an operating agreement:

  • The LLC could be subject to generic state rules that may be detrimental in the event of a lawsuit.
  • Member’s personal liability protection may be diminished.
  • Members may not fully understand their roles and responsibilities, which could lead to costly disputes in the future.

Related: Nevada operating agreement template

Obtain an EIN

The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Similar to a social security number for an individual, the EIN identifies business entities for tax purposes. The EIN will be needed to hire employees, open a bank account, build business credit, register for business licenses and permits, file federal and state taxes, and more.

There is no cost for the EIN when registering through the IRS. The number is available immediately when applying through the IRS website; however, you can also register by phone, fax, or mailing IRS Form SS-4.

Related: How to Apply for an EIN

Elect the LLC’s Form of Federal Income Taxation

One of the significant benefits of the Limited Liability Company is the tax flexibility it provides.  When applying for the Employer Identification Number, you will choose how the entity will be taxed for federal income tax purposes. While there are some limitations, an LLC may be classified for federal income tax purposes as a:

  • Sole proprietorship
  • Partnership
  • C-corporation
  • S-corporation

While this may sound confusing, this refers to how the LLC is taxed, not the legal structure.

Related: How can an LLC be taxed?

By default, the taxation of an LLC is called pass-through taxation, which means the profits or losses of the LLC flow through to the members.

Single-member LLCs will, by default, be taxed as a sole proprietorship. The members can also elect to change the taxation to a C-corporation or an S-corporation.

Multi-member LLCs will, by default, be taxed as a partnership. The members can also elect to change the taxation to a C-corporation or an S-corporation.

In general, the difference between being taxed as a corporation and being taxed as a sole proprietorship or partnership the profits and losses are passed to the member’s federal income tax returns based on their percentage of ownership.  As a result, the owner will pay self-employment taxes on all business profits.  As an alternative, electing to be taxed as a corporation allows the members to take a reasonable salary and then pay payroll taxes.  Any remaining profits are distributed and aren’t subject to payroll taxes, resulting in potential tax savings.

Before electing how your LLC will be taxed, consider talking with an accountant to assess which one will be best for you. Some tax elections, such as the C corporation, may be detrimental for some people due to double taxation.

Open an LLC Bank Account

Opening a bank account for your LLC is important for liability protection as the account separates the business’s funds from the member’s personal funds.

Several documents will be needed to open a business bank account, such as:

  • A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
  • Copies of the original formation paperwork from the state showing the creation of the LLC.
  • Driver’s licenses of the members.
  • In some circumstances, a Nevada Certificate of Good Standing may be needed to prove the LLC is active and in good standing with the state.

Related: How to Open a Business Bank Account for your LLC 

Apply for Business Licenses and Permits

Depending on what your business does and where it is located, there will likely be various business licenses and permits needed before starting your business. Some common registrations include:

  • Business License – Every business in the state must register their business with the Secretary of State.  The Nevada state business license state fee is $200. Additionally, some cities also require businesses to obtain licensing before they can start.
  • Professional License – Certain services such as barbershops, accountants, salons, and others must be licensed.
  • Nevada Business Identification Number – Any business selling physical products, some services, or hiring employees will need to apply for a Business Identification Number.
  • Employee Withholding Tax – Any business with employees will need to register with the Nevada Department of Taxation.  All businesses with employees must pay the Modified Business Tax (MBT) to the Department of Taxation. The MBT is a quarterly state payroll tax based on gross wages paid by the employer.

Related: What Business Licenses are Needed in Nevada?

Get Business Insurance

Even with the liability protection of the LLC, business insurance is important to protect the business. The most common types of insurance include:

General Liability Insurance – covers damages owed and medical expenses for accidents that happen at your place of business.
Business Property Insurance – replaces damaged, stolen, or lost business property. This includes your physical business location, equipment, supplies, and anything else you used to run your business.
Business Vehicle Insurance – covers company vehicles and may also include coverage for personal vehicles used for business-related activities. Many personal policies won’t cover your vehicle if there is an accident while being used for business purposes.
Workers Compensation Insurance – mandatory in most states if you have employees, this insurance covers medical expenses that occur because of an accident or injury that happens to one of your employees while they’re at work.

Related: 7 Types of Insurance Your Business May Need

File Annual Reports

LLCs are required to file an annual report with the Nevada Secretary of State.  The annual report updates ownership information and other details.

Related: How to File a Nevada LLC Annual Report